Actor Option Agreement Form

ACTOR OPTION AGREEMENT

This Actor Option Agreement (the Agreement) is made and entered into as of (Effective Date) by and between Company Name: a Corporation LLC Individual with principal place of business at (Company), and Actor Name: (Actor).

RECITALS

WHEREAS, Company is developing or intends to develop a motion picture, television program, digital series or other audiovisual production currently entitled (the Production); and

WHEREAS, Company desires to obtain an exclusive option to engage Actor to render acting services in a specified role in the Production, subject to the terms and conditions set forth herein; and

WHEREAS, Actor is willing to grant Company an option to engage Actor on the terms set forth below in exchange for the consideration described herein.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1. GRANT OF OPTION

1.1 Grant. Actor hereby grants to Company the exclusive option (the Option) to engage Actor to perform services in the role described as for the Production. The Option shall be personal to Company and may be exercised only by Company or its permitted assignees in accordance with this Agreement.

2. OPTION PERIOD; EXTENSION

2.1 Option Period. The Option shall commence on the Effective Date and shall continue in full force and effect for a period of months (the Option Period), unless earlier exercised or terminated as provided herein.

2.2 Extension. The Option may be extended by mutual written agreement of the parties upon terms and consideration to be agreed in writing prior to expiration of the then-current Option Period.

3. CONSIDERATION; PAYMENT

3.1 Option Consideration. In consideration for the grant of the Option, Company shall pay Actor the sum of payable within days following the Effective Date. Such payment shall be non-refundable except as expressly provided in this Agreement.

3.2 Additional Payments. Any additional payments, bonuses, participation, or backend compensation payable to Actor if the Option is exercised shall be set forth in a separate engagement agreement upon exercise of the Option, subject to the terms of this Agreement.

4. EXERCISE OF OPTION; NOTICE

4.1 Exercise. Company may exercise the Option at any time during the Option Period by delivering written notice of exercise (Exercise Notice) to Actor in accordance with the Notices provision of this Agreement. The Exercise Notice shall specify the proposed commencement date for Actor’s services, which shall not be less than days after the date of delivery of the Exercise Notice, except as otherwise agreed in writing.

4.2 Failure to Exercise. If Company does not exercise the Option within the Option Period, the Option shall lapse and neither party shall have further obligation under this Agreement, except for obligations that expressly survive termination.

5. ENGAGEMENT TERMS UPON EXERCISE

5.1 Engagement Agreement. Upon exercise of the Option, the parties shall negotiate in good faith an engagement agreement setting forth the precise terms of Actor’s employment, including compensation, credit, rehearsal and performance obligations, call times, and other customary terms. Such engagement agreement shall incorporate the material terms of this Agreement and shall not be inconsistent with the terms hereof.

5.2 Good Faith. The parties agree to use commercially reasonable efforts and to act in good faith to finalize and execute the engagement agreement within a commercially reasonable period following delivery of the Exercise Notice.

6. COMPENSATION; EXPENSES

6.1 Compensation. The base compensation payable to Actor upon engagement shall be as agreed in the subsequent engagement agreement. Any travel, per diem or other production expenses agreed to be reimbursed by Company shall be set forth in writing and paid in accordance with Company’s standard practices unless otherwise negotiated.

6.2 Withholding. Company may deduct applicable taxes or withholdings as required by law from payments made to Actor. Actor is responsible for all personal tax obligations arising from payments under this Agreement.

7. CREDIT AND PUBLICITY

7.1 Credit. Company’s obligation to provide screen credit to Actor shall be as set forth in the engagement agreement. In the absence of a contrary agreement, Company shall use commercially reasonable efforts to provide credit commensurate with Actor’s role and customary industry practice.

7.2 Publicity. Neither party shall issue or authorize publicity regarding the engagement of Actor or the terms of this Agreement without the other party’s prior written approval, which approval shall not be unreasonably withheld. Notwithstanding the foregoing, Company may include Actor’s name and likeness in marketing materials that reference cast lists or credits.

8. REPRESENTATIONS AND WARRANTIES

8.1 Actor Representations. Actor represents and warrants that Actor has the full right, power and authority to enter into and perform this Agreement; that Actor’s performance will not conflict with any other agreement; and that Actor will comply with all reasonable production requirements and directions consistent with Actor’s engagement.

8.2 Company Representations. Company represents and warrants that it has the full right and authority to enter into this Agreement and to grant the rights and options contemplated herein, and that it will act in good faith in exercising the Option and negotiating the engagement agreement.

9. CONFIDENTIALITY

9.1 Confidential Information. All non-public information concerning the Production, the creative materials, scripts, casting deliberations, and the terms of this Agreement shall be confidential and shall not be disclosed by either party except as required by law or as necessary to perform under this Agreement and to obtain professional advice.

9.2 Return of Materials. Upon termination of the Option or at Company’s request, Actor shall return or, at Company’s election, destroy any confidential materials provided by Company, except for one copy retained for archival purposes subject to confidentiality obligations.

10. RIGHTS, OWNERSHIP AND ASSIGNMENT

10.1 Ownership. Any services rendered by Actor after exercise shall be treated in accordance with the engagement agreement. Unless otherwise agreed, Company shall own all rights in and to the Production and any materials embodying Actor’s performance, subject to the rights expressly granted to Actor in the engagement agreement.

10.2 Assignment. Company may assign its rights under this Agreement, including the Option, to any parent, subsidiary, affiliate or successor entity or to a purchaser of rights in the Production; provided that any assignee shall assume Company’s obligations hereunder. Actor may not assign Actor’s obligations under this Agreement without Company’s prior written consent.

11. INDEMNIFICATION; INSURANCE

11.1 Indemnity. Each party shall indemnify and hold harmless the other party from and against any losses, liabilities, damages or expenses (including reasonable attorneys’ fees) arising out of a breach of its representations, warranties or covenants contained herein.

11.2 Insurance. Company shall procure and maintain customary production insurance coverage for the Production in which Actor is engaged, consistent with industry practices applicable to productions of similar budget and scope.

12. TERMINATION

12.1 Termination for Breach. Either party may terminate this Agreement upon material breach by the other party if such breach is not cured within thirty (30) days after written notice specifying the breach.

12.2 Effect of Termination. Termination shall relieve the parties of further obligations hereunder except for those provisions that expressly survive termination, including but not limited to confidentiality, indemnification, and any payment obligations accrued prior to termination.

13. NOTICES

All notices required or permitted hereunder shall be in writing and shall be deemed given when delivered by hand, courier, or email with confirmation of receipt, or five (5) business days after deposit in the U.S. mail, postage prepaid, addressed to the parties at their addresses set forth above or such other address as either party may designate by notice to the other.

14. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of laws principles.

15. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether written or oral, relating thereto.

16. SEVERABILITY

If any provision of this Agreement is held invalid, illegal or unenforceable in any respect, such provision shall be modified or severed to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect.

17. AMENDMENTS; WAIVER

No amendment, modification, or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. The waiver by either party of a breach of any provision shall not operate or be construed as a waiver of any subsequent breach.

18. COUNTERPARTS; ELECTRONIC SIGNATURES

This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic means shall be binding for all purposes.

ADDITIONAL PROVISIONS

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